8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 5, 2017

SIERRA BANCORP

(Exact name of registrant as specified in its charter)

California	000-33063	33-0937517
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(I.R.S. Employee Identification No.)

86 North Main Street, Porterville, CA 93257
(Address of principal executive offices)
(Zip code)

(559) 782-4900
(Registrant’s telephone number including area code)

(Former name or former address, if changed since last report) Not applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

Item 8.01 OTHER EVENTS

On July 5, 2017, Sierra Bancorp issued a press release announcing that Bank of the Sierra, the banking subsidiary of Sierra Bancorp, has entered into an agreement with Citizens Business Bank, the banking subsidiary of CVB Financial Corp., to acquire a branch of Citizens Business Bank located in Woodlake, California. The transaction is expected to close in the fourth quarter of 2017, subject to the receipt of all required regulatory approvals. Subsequent to the acquisition, it is anticipated that the Woodlake branch will continue to operate as a full-service branch of Bank of the Sierra. A copy of the press release is attached as Exhibit 99.1 to this Current Report.

Under the acquisition agreement, Bank of the Sierra will acquire all deposit balances of the Woodlake branch at a 3.27% premium to average daily deposit balances during the thirty (30) day period ending on the business day prior to the closing date. At March 31, 2017 Woodlake branch deposits totaled approximately $28 million, consisting largely of non-maturity deposits. Bank of the Sierra already has a number of deposits in the Woodlake zip code that are domiciled at nearby branches, thus this branch purchase is intended to enhance the level of service for current customers as well as provide additional core deposits for the Bank.

The acquisition agreement also contemplates that Bank of the Sierra will purchase the Woodlake branch building, the real property on which the building is located, and certain other equipment and fixed assets at their aggregate fair value of $500,000.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)       Exhibits

Exhibit Number	Description
99.1	Press Release dated July 5, 2017.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SIERRA BANCORP
Dated: July 6, 2017	By:	/s/ Kenneth R. Taylor
		Kenneth R. Taylor
		Executive Vice President &
		Chief Financial Officer

EX-99.1

Exhibit 99.1  

 

FOR IMMEDIATE RELEASE

Date:	July 5, 2017
Contact:	Kevin McPhaill, President, CEO
Phone:	(559) 782-4900 or (888) 454-BANK
NASDAQ Symbol:	BSRR
Website Address:	www.sierrabancorp.com

Bank of the Sierra Announces Agreement to Acquire Woodlake Branch from Citizens Business Bank

PORTERVILLE, CA — Bank of the Sierra, the banking subsidiary of Sierra Bancorp (NASDAQ: BSRR), announced that it has entered into an agreement with Citizens Business Bank, the banking subsidiary of CVB Financial Corp. (NASDAQ: CVBF), to acquire the deposits and certain assets of a branch of Citizens Business Bank located in Woodlake, California. Pending regulatory approval, Sierra’s purchase is scheduled to be completed in the fourth quarter of 2017.

Bank of the Sierra President and CEO Kevin McPhaill welcomed the acquisition, “Woodlake is a wonderful community with a growing economy and an exciting opportunity for expansion. We welcome the customers of the Woodlake branch into the Bank of the Sierra family, and we are committed to ensuring the transition goes smoothly for them. Customers will enjoy access to Bank of the Sierra’s broad range of financial products and personalized customer service,” continued McPhaill.

About Sierra Bancorp & Bank of the Sierra

Bank of the Sierra is in its 40^th year of operations and is the largest independent bank headquartered in the South San Joaquin Valley. Bank of the Sierra is a community-centric regional bank, which offers a full range of retail and commercial banking services via 34 full-service branches located throughout California's South San Joaquin Valley and neighboring communities, on the Central Coast, and in Southern California locations including the Santa Clara Valley. We also maintain a loan production office and an online branch, and provide specialized lending services through an agricultural credit center, a real estate industries center, and an SBA center.

About CVB Financial Corp.

CVB Financial Corp. (”CVBF”) is the holding company for Citizens Business Bank. CVBF is the ninth largest bank holding company headquartered in California with assets of approximately $8.6 billion. Citizens Business Bank is consistently recognized as one of the top performing banks in the nation and offers a wide array of banking, lending and investing services through 54 banking centers and 3 trust office locations serving the Inland Empire, Los Angeles County, Orange County, San Diego County, Ventura County, Santa Barbara County, and the Central Valley area of California.

 

Shares of CVB Financial Corp. common stock are listed on the NASDAQ under the ticker symbol ”CVBF.” For investor information on CVB Financial Corp., visit our Citizens Business Bank website at www.cbbank.com and click on the “Investors” tab.

Forward-Looking Statements

The statements contained in this release that are not historical facts are forward-looking statements based on management's current expectations and beliefs concerning future developments and their potential effects on the Company. Readers are cautioned not to unduly rely on forward looking statements. Actual results may differ from those projected. These forward-looking statements involve risks and uncertainties including but not limited to the health of the national and local economies, the Company’s ability to attract and retain skilled employees, customers' service expectations, the Company's ability to successfully deploy new technology, the success of branch expansion, changes in interest rates, loan portfolio performance, the Company’s ability to secure buyers for foreclosed properties, and other factors detailed in the Company’s SEC filings, including the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recent Form 10-K and Form 10-Q.

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